Everyone’s second favorite red and blue Spandex-clad superhero is back…but not exactly better. Captain America: The Winter Soldier is longer, louder, and more violent than it’s predecessor, 2011’s The First Avenger, and that’s not a good thing.

In his first big-screen adventure, a scrawny Steve Rogers became the Captain America, and fought World-War II bad guys and Hugo Weaving’s super-villain The Red Skull. As the film ended, he was resurrected to the modern day, after sleeping for 70 years. Now, after saving the world in The Avengers, Cap struggles to come to terms with an increasingly scary world. Chief among his worries is who to trust: Nick Fury (Samuel L. Jackson), Black Widow (Scarlett Johansson), and newbie Alexander Pierce (Robert Redford, looking kind of unsure what he’s doing in a superhero movie) all want the titular hero on their side, whether for good or evil. Speaking of good, Cap gets a new sidekick, named Sam Wilson (Anthony Mackie). And speaking of bad, The Winter Soldier (Sebastian Stan) wants to kill everyone, even if he may or may not have been Captain America’s best friend long ago. As S.H.I.E.L.D. (the good guy one) and HYDRA (the bad guy one) fight for world domination, things get dark, apocalyptic, and very, very unpatriotic.

As you can tell, there’s a lot going on in this movie. Read: too much. For 2 hours and 15 minutes, directors Anthony and Joe Russo tediously manufacture another boring blockbuster about the end of everything. The major problem is obvious: the Russo brothers are less interested in the personalized flair of past Marvel hits then they are in in low-lit, mopey-faced spectacle. The tone from the get-go is calamitously violent, with only the occasional one-liner.

If there’s one thing you can never fault Marvel for it’s that they manage to find a different genre for each movie. Last time Cap fought his way around, director Joe Johnston found a delicate balance of serious war-movie patriotism and tongue-in cheek cartoon goofiness that managed to set his film apart. The Iron Man movies are smart comedy-thrillers, while the Thor franchise is a galactic fantasy on a grand scale. The Winter Soldier fits into the “Generic 2014 Action-Movie” genre and the results are what you’d expect.

Starkly contrasting it’s precursor,the film’s script is sometimes hilariously inconsistent with the Captain America myth we know and love. I mean really, why is a flag-waving comic-book icon running around dispatching terrorists like he got mixed up with the latest Iron Man movie? Worse, the film tries to justify this by being “topical” i.e. mentioning present-day issues like national security and global war, while cartoon characters run around shooting each other.

The problems don’t stop there; the two villains of the film are both monotonous retreads of other superhero nemeses. In a coulda-been-great performance, Robert Redford plays Alexander Pierce as just another shady government official without much to do. The Winter Soldier fares a little better, but not much. Despite a killer backstory, he mostly just gets to blow things up while looking sad and confused behind a mask. And what about our hero? Chris Evans has none of the relatable do-gooder charisma we saw last time; instead he plays Cap as a frustrated myth with more biceps than brains.

The Winter Soldier is one of the worst superhero films I’ve ever seen but there are a few upsides. Samuel L. Jackson and Scarlett Johansson actually look alive, while Anthony Mackie has the makings of a real star. Like The Avengers, there’s also fleeting sight-gags and in-jokes (the War Games reference and an inspired use of Marvin Gaye were bonuses). The one thing that really stood out to me, however, will surprise you: some of the time, the film actually surprised me with shocking twists I didn’t see coming.

If you didn’t get the memo, I was pretty disappointed by this film. I could go on about the film’s repetitive action sequences, predictable narrative arc, and ridiculous amount of product placement (really Marvel, you don’t have enough money already?) but if you want to know more, go see the movie. Just know: you’ll be marveling at what a bad decision you made.